Luptakova Katarina 4

Accession 0001193125-25-297205

CIK 0001840233other

View on SEC.gov Company Profile

Filed

Nov 24, 7:00 PM ET

Accepted

Nov 25, 4:10 PM ET

Size

27.8 KB

Accession

0001193125-25-297205

Insider Transaction Report

Form 4

Period: 2025-11-21

Xilio Therapeutics, Inc.XLO

Luptakova Katarina

CHIEF MEDICAL OFFICER

Transactions

Award
Stock Option (right to buy)
2025-11-21+625,000→ 625,000 total
Exercise: $0.84Exp: 2035-10-07→ Common Stock (625,000 underlying)
Award
Stock Option (right to buy)
2025-11-21+44,210→ 44,210 total
Exercise: $1.50Exp: 2031-12-06→ Common Stock (44,210 underlying)
Disposition to Issuer
Stock Option (right to buy)
2025-11-21−35,000→ 0 total
Exercise: $2.69Exp: 2032-12-31→ Common Stock (35,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2025-11-21−25,000→ 0 total
Exercise: $2.79Exp: 2033-08-15→ Common Stock (25,000 underlying)
Award
Stock Option (right to buy)
2025-11-21+25,000→ 25,000 total
Exercise: $1.50Exp: 2033-08-15→ Common Stock (25,000 underlying)
Award
Stock Option (right to buy)
2025-11-21+106,000→ 106,000 total
Exercise: $1.50Exp: 2033-09-04→ Common Stock (106,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2025-11-21−44,210→ 0 total
Exercise: $9.69Exp: 2031-12-06→ Common Stock (44,210 underlying)
Disposition to Issuer
Stock Option (right to buy)
2025-11-21−15,000→ 0 total
Exercise: $2.37Exp: 2032-10-31→ Common Stock (15,000 underlying)
Award
Stock Option (right to buy)
2025-11-21+15,000→ 15,000 total
Exercise: $1.50Exp: 2032-10-31→ Common Stock (15,000 underlying)
Award
Stock Option (right to buy)
2025-11-21+35,000→ 35,000 total
Exercise: $1.50Exp: 2032-12-31→ Common Stock (35,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2025-11-21−106,000→ 0 total
Exercise: $2.79Exp: 2033-09-04→ Common Stock (106,000 underlying)

Footnotes (8)

[F1]On October 8, 2025, the Board of Directors (the "Board") approved the adoption of the Xilio Therapeutics, Inc. 2025 Stock Incentive Plan (the "2025 Plan"), subject to stockholder approval of the adoption of the 2025 Plan. On October 8, 2025, the Compensation Committee of the Board granted these options (referred to as "Tranche 1 Options" in the 2025 Plan) to the Reporting Person, subject to stockholder approval of the adoption of the 2025 Plan. The stockholders approved the adoption of the 2025 Plan on November 21, 2025.
[F2]The options vest in 36 equal monthly installments over the three-year period beginning on December 21, 2025, subject to the Reporting Person's continued service to the registrant through each applicable vesting date.
[F3]This option was granted on December 7, 2021 and vested on December 2, 2022 with respect to 25% of the shares of common stock underlying the stock option. The remaining 75% of the shares of common stock underlying the stock option continues to vest in 36 equal monthly installments thereafter through December 2, 2025.
[F4]The transactions reported herein reflect a one-time option repricing, effective on November 21, 2025, which reduced the exercise price of each repriced option to $1.50 per share unless such repriced stock option is exercised prior to November 21, 2026, in which case the original exercise price must be paid (the "Option Repricing"). Except as modified by the Option Repricing, all other terms and conditions of the repriced options, including, without limitation, any provisions with respect to vesting and expiration, remain in full force and effect.
[F5]This option was granted on November 1, 2022. The shares underlying the option began vesting on December 1, 2022 and continue to vest in equal monthly installments thereafter through November 1, 2026.
[F6]This option was granted on January 1, 2023. The shares underlying the option began vesting on February 1, 2023 and continue to vest in equal monthly installments thereafter through January 1, 2027.
[F7]Immediately exercisable.
[F8]This option was granted on September 5, 2023. The shares underlying the option began vesting on October 1, 2023 and continue to vest in equal monthly installments thereafter through September 1, 2027.

Documents

1 file

4
ownership.xmlPrimary
4

Issuer

Xilio Therapeutics, Inc.

CIK 0001840233

→

Entity typeother

Related Parties

filerCIK 0001991149

Filing Metadata

Form type: 4
Filed: Nov 24, 7:00 PM ET
Accepted: Nov 25, 4:10 PM ET
Size: 27.8 KB

View on SEC.gov